TIDMTHG
RNS Number : 4878D
THG PLC
21 June 2023
THG PLC
(the "Company")
21 June 2023
Results of Annual General Meeting
Following its annual general meeting ("AGM" or "Meeting") which
was held today at 1:00 p.m., the Company is pleased to announce
that all resolutions which were put to the Meeting were duly passed
by the requisite majorities. Resolutions 1 to 15 were passed by the
shareholders of the Company as ordinary resolutions and resolutions
16 to 19 were passed as special resolutions. All resolutions were
voted on by poll.
Total votes received for each ordinary resolution and special
resolution proposed at the AGM were as follows:
Resolution *Votes %age Votes %age Total **%age ***Votes
For of Votes Against of Votes Votes of ISC Withheld
Cast Cast Cast Voted
1. To receive the
Report &
Accounts 822,877,460 99.81% 1,583,011 0.19% 824,460,471 63.45 2,684,663
------------ ---------- ------------ ---------- ------------ -------- -----------
2. To approve the
Directors'
Remuneration
Report
(excluding
the Directors'
Remuneration
Policy) 796,923,612 96.46% 29,288,261 3.54% 826,211,873 63.59 933,261
------------ ---------- ------------ ---------- ------------ -------- -----------
3. To elect Sue
Farr as a
Director 800,014,255 96.99% 24,799,746 3.01% 824,814,001 63.48 2,331,133
------------ ---------- ------------ ---------- ------------ -------- -----------
4. To elect
Gillian
Kent as a
Director 799,965,055 97.02% 24,612,648 2.98% 824,577,703 63.46 2,567,431
------------ ---------- ------------ ---------- ------------ -------- -----------
5. To elect Dean
Moore as a
Director 799,818,888 97.00% 24,763,911 3.00% 824,582,799 63.46 2,562,335
------------ ---------- ------------ ---------- ------------ -------- -----------
6. To re-elect
Charles Allen,
Lord Allen of
Kensington
CBE, as a
Director 769,737,775 93.90% 49,986,986 6.10% 819,724,761 63.09 7,420,373
------------ ---------- ------------ ---------- ------------ -------- -----------
7. To re-elect
John Gallemore
as a Director 795,612,269 96.31% 30,478,277 3.69% 826,090,546 63.58 1,054,588
------------ ---------- ------------ ---------- ------------ -------- -----------
8. To re-elect
Edward Koopman
as a Director 795,434,525 97.07% 24,004,350 2.93% 819,438,875 63.06 7,706,259
------------ ---------- ------------ ---------- ------------ -------- -----------
9. To re-elect
Iain McDonald as
a Director 624,887,642 76.27% 194,459,200 23.73% 819,346,842 63.06 7,798,292
------------ ---------- ------------ ---------- ------------ -------- -----------
10. To re-elect
Matthew Moulding
as a Director 790,668,169 95.65% 35,915,062 4.35% 826,583,231 63.61 561,903
------------ ---------- ------------ ---------- ------------ -------- -----------
11. To re-elect
Damian Sanders
as a Director 801,814,933 97.24% 22,741,487 2.76% 824,556,420 63.46 2,588,714
------------ ---------- ------------ ---------- ------------ -------- -----------
12. To re-appoint
Ernst & Young
LLP
as auditor of
the
Company 820,879,758 99.51% 4,068,180 0.49% 824,947,938 63.49 2,197,196
------------ ---------- ------------ ---------- ------------ -------- -----------
13. To authorise
the Audit
Committee
to determine the
auditor's
remuneration 821,922,242 99.63% 3,027,728 0.37% 824,949,970 63.49 2,195,164
------------ ---------- ------------ ---------- ------------ -------- -----------
14. To authorise
the Directors to
allot shares 787,042,861 95.21% 39,567,504 4.79% 826,610,365 63.62 534,769
------------ ---------- ------------ ---------- ------------ -------- -----------
15. To authorise
political
donations 732,875,221 97.76% 16,805,582 2.24% 749,680,803 57.70 77,464,331
------------ ---------- ------------ ---------- ------------ -------- -----------
16. To authorise
the Directors to
disapply
statutory
pre-emption
rights 796,841,732 96.80% 26,331,115 3.20% 823,172,847 63.35 3,972,287
------------ ---------- ------------ ---------- ------------ -------- -----------
17. To authorise
the Directors to
further disapply
statutory
pre-emption
rights in
connection
with an
acquisition
or specified
capital
investment 796,107,353 96.70% 27,173,052 3.30% 823,280,405 63.36 3,864,729
------------ ---------- ------------ ---------- ------------ -------- -----------
18. To authorise
the Company to
purchase its own
shares 804,330,003 97.50% 20,593,242 2.50% 824,923,245 63.49 2,221,889
------------ ---------- ------------ ---------- ------------ -------- -----------
19. To authorise
a 14-day notice
period for
general
meetings other
than annual
general
meetings 818,062,552 99.16% 6,913,969 0.84% 824,976,521 63.49 2,168,613
------------ ---------- ------------ ---------- ------------ -------- -----------
*The votes of any proxy giving the Chair discretion as to how to
vote have been included in the votes "For" a resolution.
**The total number of ordinary shares in issue (excluding
treasury shares) and eligible to be voted at the AGM was
1,299,364,413.
***A vote withheld is not a vote in law and is not counted in
the calculation of percentage of votes "For" or "Against" a
resolution.
The Company notes that a significant number of votes were cast
against resolution 9 relating to the re-election of Iain McDonald
as a director of the Company. The Board takes seriously its
responsibilities to represent the interests of shareholders and to
uphold the highest standards of corporate governance and is open to
constructive dialogue with shareholders and shareholder bodies.
Accordingly, it will undertake a detailed review of any feedback
received on this resolution to ensure it fully understands the
reasons behind the voting result and to allow it to understand
shareholders' concerns and will continue to engage with
shareholders over the coming months as appropriate. Further, in
line with the provisions of the UK Corporate Governance Code (July
2018), the Company will provide an update on the views received
from shareholders and actions taken in response in no later than
six months' time.
In accordance with Listing Rule 14.3.6R, a copy of all
resolutions, other than resolutions concerning ordinary business,
will be submitted to the National Storage Mechanism and will
shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism . A copy of
the poll results for the AGM will also be available shortly on the
Company's website at
https://www.thg.com/investor-relations/annual-general-meeting-documents
.
If you require further information, please contact:
James Pochin
General Counsel & Company Secretary
THG PLC
Telephone No.: 020 7250 1446
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